BENDHEIM JACK 4
4 · PHIBRO ANIMAL HEALTH CORP · Filed Feb 9, 2026
Research Summary
AI-generated summary of this filing
PHIBRO (PAHC) 10% Owner Jack Bendheim Sells Shares
What Happened
- Jack Bendheim (reported 10% owner; director/officer) converted 185,000 Class B shares into Class A (one-for-one, no cash) and sold 110,842 Class A shares in multiple open‑market transactions on Feb 5, 2026. The sales generated total proceeds of approximately $5,362,103.
- The sales were executed at multiple prices (weighted averages reported) ranging across roughly $44.04–$50.01 per share (see footnotes for exact price ranges per block). Conversion entries are reported at $0 since they were non‑cash conversions of Class B into Class A common stock.
Key Details
- Transaction date: 2026-02-05; Form 4 filed: 2026-02-09 (timely).
- Sales breakdown (selected blocks): 409 sh @ $44.47; 3,640 sh @ $45.42; 3,171 sh @ $46.68; 38,209 sh @ $47.91; 46,275 sh @ $48.65; 19,138 sh @ $49.57 — total sold = 110,842 shares; total proceeds ≈ $5,362,103.
- Conversion: two reported derivative conversions of 185,000 shares (no cash paid) reflecting Class B → Class A conversion (Class B convertible one‑for‑one, no expiration).
- Many sales were effected pursuant to a Rule 10b5‑1 trading plan adopted by BFI on May 30, 2025.
- Ownership notes: Some reported securities are directly held by Mr. Bendheim; others are held by BFI Co., LLC, an entity over which he exercises voting/dispositive power (he disclaims beneficial ownership of BFI holdings except to the extent of pecuniary interest).
- Shares owned after the transactions are not specified in the provided excerpt.
Context
- These transactions are largely disposals (sales) and a non‑cash conversion of Class B into Class A shares. Sales under a pre‑arranged 10b5‑1 plan are generally routine dispositions and do not, by themselves, imply a change in insider sentiment.
- For derivative activity: the conversion simply turned convertible Class B shares into Class A common stock on a one‑for‑one basis (no cash outlay).
Insider Transaction Report
Form 4
BENDHEIM JACK
DirectorPresident and CEO10% Owner
Transactions
- Conversion
Class A Common Stock
[F1][F2]2026-02-05+185,000→ 233,800 total(indirect: See) - Sale
Class A Common Stock
[F3][F4][F2]2026-02-05$44.47/sh−409$18,188→ 233,391 total(indirect: See) - Sale
Class A Common Stock
[F3][F5][F2]2026-02-05$45.42/sh−3,640$165,344→ 229,751 total(indirect: See) - Sale
Class A Common Stock
[F3][F6][F2]2026-02-05$46.68/sh−3,171$148,027→ 226,580 total(indirect: See) - Sale
Class A Common Stock
[F3][F7][F2]2026-02-05$47.91/sh−38,209$1,830,421→ 188,371 total(indirect: See) - Sale
Class A Common Stock
[F3][F8][F2]2026-02-05$48.65/sh−46,275$2,251,418→ 142,096 total(indirect: See) - Sale
Class A Common Stock
[F3][F9][F2]2026-02-05$49.57/sh−19,138$948,705→ 122,958 total(indirect: See) - Conversion
Class B Common Stock
[F1][F2]2026-02-05−185,000→ 19,696,034 total(indirect: See)Exercise: $0.00→ Class A Common Stock (185,000 underlying)
Holdings
- 16,840
Class A Common Stock
[F10]
Footnotes (10)
- [F1]Class B Common Stock is convertible into Class A Common Stock at any time on a one-for-one basis, at the holder's election, and has no expiration date.
- [F10]The reported securities are directly held by Jack Bendheim.
- [F2]The reported securities are directly held by BFI Co., LLC ("BFI"). Jack Bendheim, a reporting person, director and officer of Phibro Animal Health Corporation (the "Issuer"), exercises voting and dispositive power over BFI and may be deemed to have shared voting and investment power over the securities held by BFI. Mr. Bendheim disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
- [F3]The reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by BFI on May 30, 2025.
- [F4]The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $44.035 to $44.73. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote and in footnotes 5 through 9.
- [F5]The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.04 to $46.02.
- [F6]The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $46.10 to $47.08.
- [F7]The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.17 to $48.17.
- [F8]The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $48.175 to $49.17.
- [F9]The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $49.18 to $50.01.